Soundwave is Slender Man—Autobot Time
by Bluejay20
Summary: (This is the rewritten version) Soundwave turned The Autobots into humans with the help of his proxy. So now The Autobots are forced to play Soundwave's game of Slender: Elementary.


**This is the rewritten version; I deleted the other one because I didn't like it. **

**I was watching The Transformers: Animated episode "Human Error" and this is how I got the idea. **

**As I wrote this I realize that I'm starting to become plottier. I have this whole idea, I know what game I am going to use for the last story of this series so I'm set. (This is not the last story before the series is over)**

**The beginning it the same from the other version, when it stops being italic that's when the rewriting begins if that made any sense. So in other words, if you already read my other one just skip until the words stop being italic. **

**I know, I know, Soundwave is a drone he has no cockpit in my mind & in this series he does. If you have any complaints take it up with my agent….I don't have an agent. Slag, I need an agent! **

* * *

_All that went through Soundwave's processor was that this was going to be fun._

_He was in The Autobot Base, using his feelers (or three feelers and a half, thanks to that no-good-Autobot pet) to keep himself near the ceiling so that The Autobots could never find him, the power was out and the only thing that was producing light was the small amount of light coming from Bumblebee's headlights. _

_A chance to play Slender with the Autobots, he was surprised he managed to play the fun little game with the kids but now The Autobots! How could someone pass up a golden opportunity to do this to them? But he was also forgetting one mech. _

_Megatron. _

_He was in their base so he could easily send his location to The Warship and they could do an attack on the base. Doing so will also win back Megatron's trust in his spy. He had lost his trust in Soundwave when he actually captured him and stuck in him a small room with Starscream and Knock Out. _

_But on the other hand, he could play slender with The Autobots. He knew he shouldn't have been excited about this, but he never had any fun. It was always all work. Simple solution, he plays the game…then doesn't tell Megatron about it. _

_Megatron would just guess Soundwave was at the mine still scouting for energon, so he'll never suspect a thing. _

_Soundwave narrowed his optics through his mask to see the Autobots better in this dark room. _

_Everyone was looking scared. Even the Prime! _

_Uncharacteristically scarred, Soundwave loved the looks on their faces. He would have just loved to take a picture, but he had to get the base set up for the next game. Two games in one day, he was on a roll! _

_Soundwave carefully slinked down the edge of the furthest wall, his dark purple and black paint colors were a perfect way to keep out of sight. He kept Laserbeak to keep an eye on things, to make sure that The Autobots didn't leave the room without Soundwave knowing. Everything had to be perfect! He had to send them on the chase! _

_He narrowed his optics at his proxy before leaving; he needed her to give him another game to play. Soundwave only knew so much, less then a month ago he didn't even know who this Slender was so he barely knew any of the games. _

_He rushed into the hallway to start thinking in a less noticeable place, let's face it, being right near a wall less then 25 feet of the Autobots was not a good place to hide and think. _

_Soundwave started pacing back and forth, making sure his feet didn't make loud clanking sounds on the ground. He needed to get his proxy with him; she knew about Slender, he heard her. _

_He slowly snuck back into the room; they all were still staring at each other. None of them speaking. Some were probably trying to think about what Jack had just said and what he meant other then asking what he had meant about 'he's here'…Autobots are slow at times. _

_Soundwave let one feeler slink his way towards Miko, the small light purplish wormlike things at the end poking the back of her legs. She looked down, realizing that Soundwave was probably somewhere near here. She cleared her throat, hoping to start a conversation so that she could sneak out and see what this mech wanted._

"_Um…Jack is saying that Soundwave is somewhere here in the base" Miko said, jerking slightly when Soundwave sent a small shock by jabbing his feeler into her leg. She quickly looked behind herself to glare the feeler was coming from, Soundwave could read that expression in a second. He knew she would rat him out if he continued. _

"_Whoa, what do you mean Soundwave is here?" Arcee asked, placing a hand on her hips. _

"_We were at a mine—" Jack started but Bulkhead cut him off. "—what were you doing at a mine?" _

_Soundwave tilted his helm a bit side to side thinking that question over; it was a pretty good question. What were the three kids doing at an abandon mine that was once both a mine that humans used later a mine that had energon that The Decepticons use. Something wasn't right about that? _

"_That doesn't matter now" Jack waved his arms frantically in the air, "somewhere in the base is Soundwave acting like Slender Man" _

"_Pleeeease" Ratchet snorted and rolled his optics, "Soundwave acting as a game character? Soundwave may be young but he isn't stupid, if he really is in here he would have already attacked" _

"_Soundwave may be young but he isn't stupid" Rafael used the same tone Ratchet did, "he would wait for reinforcements. He can't take on all of you alone"_

"_Anyways, Soundwave is in here as we speak" Jack said, after this was said it brought on a worried conversation between the Autobots. This gave Miko that perfect opportunity to slink away from the whole scene and into the hallway where Soundwave had retreated just moments before. _

"_What do you want SlenderWave?" Miko asked sarcastically, placing both of her hands on her hips. _

_Soundwave leaned over to become face to face (more or less face to visor) with the small human. He tilted his helm to the side as he thought for a second of how to explain this to her without talking. _

_He watched as she crossed her arms and started tapping her foot, she was getting annoyed. _

_He pulled up a Wikipedia page about games then changed the page from games to slender quickly. _

"_You need another game about slender?" Miko asked…wow she was fast. _

_Soundwave nodded eagerly, he looked like a youngling when he did this but he couldn't care less at the moment. _

_Miko tapped her foot, this time trying to think of a game to play. "You could use this game called Slender: Elementary. Just send them to the nearest elementary School…instead of pages put teddy bears around the school" she continued to think of anything else he needed. "Oh and make sure to use a creepy ring around the rosy music in the beginning" she said. "And to make it better!" she exclaimed, forgetting who she was helping, "make sure to use your tentacle thingies on Bulkhead, he doesn't like them..." she tapped her foot and bit her knuckle, thinking if there was anything else he needed to know. "I think that's it" _

_He shook his helm, they was one flaw in her plan. This would require the Autobots to fit inside the Elementary School. That wasn't happening. _

_He pulled up a picture of an Elementary School and almost pinched the air, but stopped an inch before they touched each other, basically stating how it was small. _

_He then pulled up a picture of Optimus and his crew in a slideshow. Instead of being on his hands and knees he sat back in a kneeling position and made his hands open stating how they were big. _

"True, true, they won't fit in here" Miko whispered, tapping her foot slightly.

Soundwave put a digit up to stop her before she started rambling. He had an idea! It was going to be a hard idea but it was defiantly an idea, the other problem was that it was a long shot and if actually did do that he only had a certain amount of time until they return into their robot forms.

He pulled up a picture of energon on his visor.

"Energon?" she asked when she got a nod she continued, "they keep their energon in the mess hall….I believe" The Proxy stated, cocking a hip out to the side and placing her hand on it. "I can show you if you like"

Soundwave nodded.

"Okay! Follow me" Miko ran straight towards Soundwave swerving out of the way right before she was going to hit him. Soundwave stood up; he followed the fleshling through the halls of The Autobot Base. Soon, Miko made a turn into a room. She was right that there indeed was energon.

He picked up a container full of energon and swished it around a bit inside the jar. He nodded to himself.

"What are you going to do with it?" Miko asked.

Soundwave ignored her, he looked around for a second careful not to run into something. He grabbed a two other containers full of energon and poured it into a larger bowl. About four containers filled up the bowl. He aimed his resonance blaster at the bowl full of energon and shot it. It bubbled for a few seconds until Soundwave deemed it ready.

Soundwave shut up the weapon and leaned over to Miko. He pointed to the bowl then pulled up pictures of The Autobots. "You want me to give that to them. What did you do to it?" Miko asked. He shook his helm violently side to side. **'Trust me'** came up on his visor and she sighed. Soundwave put the bowl on a dolly and pushed it softly down the halls. Miko follow behind him.

Once they reached the Autobot Main Room he pushed in the dolly, Miko running behind it as if she was pushing all that energon.

"Miko, Optimus has ordered us to—what that?" Jack asked, pointing at the bowl of energon. "Energon. For my friends" she laughed nervously, gesturing to the energon in the bowl. "Miko, we can't waste energon…were already short enough" Bulkhead scolded her; she just looked at the ground and shoved her hands into the hoodie pockets.

"I wanted to give it to you when you go fight Soundwave. What if he really does bring in his forces, what happens if Megatron comes and you're all unprepared" she whispered softly, looking at the ground. Making circles on the ground with her toes. It was an innocent pose.

"Miko is right. We shall have some energon" Optimus said, "but first. Jack was saying: I have ordered you three to evacuate as soon as possible. We don't need you three around Soundwave"

"Yes Optimus" the three mumbled.

Optimus nodded before turning towards Ratchet, "open them a groundbridge"

Ratchet complied, the groundbridge flared with life and the three kids slowly walked through it. Once all of them disappeared Optimus looked at the energon. He grabbed five cubes and dipped them in the energon before handing them off to his team. The all drank slowly, savoring the flavor.

Once they were finished they put the cubes down and got ready to leave out the hall. Arcee groaned before opening her mouth wide in a yawn, "I don't feel so good, Optimus" she whispered. Blinking her optics slightly. "I'm a little sleepy—" Bulkhead fell on the ground, optics closing as he slipped into recharge.

"Optimus, what did Miko give us?" Ratchet asked, yawning and rubbing his blue optics. "I don't kn—" Optimus then collapsed on Bulkhead with a loud thud slipping into recharge also.

The other three followed purist, all slipping into accidental recharge.

Soundwave smirked under his mask, perfect just perfect! He skillfully got out of the way of the dog pile of Autobots which he then _had _to take a picture of it because it looked so funny! He started clicking away at Ratchet's Workstation, trying to find where they took his proxy. When he found Miko's location he quickly opened a groundbridge and sent Laserbeak after her. He had other needs he needed to attend.

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Miko was walking to Jack's house with Rafael and Jack; it was the closest house to go too. Miko wanted to stay with Soundwave and see what he was going to the Autobots. Hopefully he did just play the game and didn't harm her friends in anyway.

Her thoughts were cut short when Jack gave her a soft punch while saying, "penny for your thoughts" she jerked upwards. "I'm not thinking about anything"

"Sure" Rafael rolled his eyes. They continued walking in silence until they heard a groundbridge start up. All three of them turned around to face the bright green and blue lights. Expecting to see an Autobot they stepped closer to it, but it wasn't an Autobot who came out. It was Laserbeak.

Jack and Rafael stumbled backwards when Soundwave's _pet _came out of the groundbridge but Miko wasn't paying attention to them, she just ran through the groundbridge. Getting the picture. "Miko, don't go-!" Jack's words where cut short when the groundbridge closed after Laserbeak when through the groundbridge.

When Miko came out of the other side she didn't expect to see a group of men and a girl in a dog pile, which was probably the last thing she was thinking about seeing. There was a heavyweight one, he was wearing all green. He had green hair to match.

A much taller man was on top of him. He was strong in the upper body, the rest of him were quite slim. He had black hair; he was wearing something that looked vaguely similar.

"Soundwave!" Miko called, stepping away from the dog pile of humans. "Soundwave!" she called again, this he started walking around the base looking for where the spymaster was at. He couldn't have gone far.

Miko didn't dare leaving the Main Room; Soundwave was being a tricky slagger. He always was, always will be.

"Soundwave I am NOT playing games" Miko shouted. Yeah, yelling at a Con wasn't probably the best idea but if it got him out from his little hiding place then so be it!

Miko turned around, tapping her foot softly on the ground. She didn't notice Soundwave- Soundwave's holoform actually - was lurking behind her. His feelers extending behind himself. Miko turned around when she felt like something was watching her that's when he pounced on her. Miko couldn't help but scream loudly, screaming Soundwave's name actually. The feelers wrapped themselves around her waist and she tried smacking them away. Soundwave stopped and let his feelers drop to the floor before retracting them.

Miko breathed heavily, her eyes were closed as she panted. Soundwave emerged from the shadows, standing behind her. When she regained composer she turned around fist clutched but stopped when she saw a man around 6"3.

He was wearing a purple eye visor. He was in black jeans and a purple shirt. His hair was black and purple. Mostly black that she could tell. A dog padded up to him before sitting when the man lifted his arm.

"W-who are you?" Miko questioned.

Soundwave reached into his pocket and pulled out a paper and pencil. He wrote down his name then the plan. No need for further explanation all she needed to know was "I'm Soundwave. We're the nearest Elementary School?"

Miko read the paper and nodded before slamming her fist into Soundwave's chest, Soundwave didn't do anything. He didn't think much of it.

"First off, don't scare me!" Miko yelled, shaking her hand, trying to play it off as if it didn't hurt but in reality it hurt like slag. "Second, the nearest Elementary School would be Jasper's Elementary School. Ever thought of checking that out?" she wrinkled her nose and using a dau tone.

Soundwave resisted the urge to smacking her upside the head; instead, he dissolved in thin air and returned into his alt-mode, Laserbeak soon followed his master's lead.

Soundwave transformed, looking down at Miko he stepped over her and started trying to get the humans onto a large piece of wood that had rope connecting to Soundwave. "Who are those people?" Miko asked, pointing at the unconscious group.

Soundwave turned towards her; a picture of The Autobots came up on his visor. "YOU TURNED TEAM PRIME INTO HUMANS!" Miko screeched making both Waves and Laserbeak wince.

He ignored her ranting to slowly pull Team Prime onto the wood. Soundwave transformed and opened his cockpit, allowing Miko to get in; she didn't stop her rambling though.

Soundwave started up the groundbridge before taking flight, cursing at the extra weight he now was carrying. He wasn't the strongest Decepticon!

He jetted off trough the groundbridge. Ratchet would've fallen off of the wood if he was clutching into The Prime's shirt.

Soundwave came out of the groundbridge which quickly close behind him. He landed carefully, opening his cockpit. Miko got out, lucky for both of them she had stopped rambling. Soundwave transformed, ripping off the rope that was attached to him.

He leaned down to become visor to face with Miko. A picture of a teddy bear came up on his screen and he pointed to her. "Get the teddy bears, got it!" she exclaimed, running off to a nearby store.

Soundwave turned around to the Autobot Humans. He leaned down to slowly take them in a servo. He ran off to put them in different places of the school. It was a creepy school, a large tree where the courtyard was at. He placed Bulkhead outside, Ratchet in the nurse's office, Optimus relaxing on a chair, Arcee sitting at a desk and Bumblebee in a classroom about linguistics. Yes, he had to make fun of Bee about how he couldn't speak.

Miko came back twenty minutes later with a shopping cart full of teddy bears and hooks. She took out four hooks and teddy bears, "put this around the halls" she ordered before sprinting off with her four. Soundwave watched her leave; he transformed and activated his human holoform.

He picked up the small, brown teddy bear in his hands and felt how soft it was. He collected everything before running into the school, Laserbeak following him closely. Soundwave stopped when Laserbeak started barking at something outside, he then gave a small whimper and went closer to his master. Soundwave turned around and raised an eyebrow, but dismissed whatever it was and continued down the halls, Laserbeak following with his tail in between his legs.

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Soundwave regrouped with Miko.

"All set up!" the girl exclaimed happily. Soundwave looked down to still see Laserbeak, his head was dipped. Soundwave pointed to Miko, commanding Laserbeak to guard Miko. He pointed to his alt-mode, ordering that she stayed in there.

"No fair dude! I wanna help!" Miko yelled. Soundwave narrowed his optics; he knew that she was not going down without a fight. Soundwave reached down and wrapped her arms around her thighs before he flung her over his shoulder. Miko started banging her fist against the holoform.

Soundwave skillfully climbed on top if his alt-mode; he opened the cockpit and put her carefully inside. Laserbeak didn't hesitate to run and jump into her lap. He pointed a scolding finger at her before closing the cockpit.

Soundwave turned around, ready to play the game.

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Bulkhead reopened his eyes, he felt groggy but the wind that swept through his hair…wait, his hair!

Bulkhead snapped upwards, he started running his fingers through his green hair. "why am I—where am I?" he groaned, when he sat straight up he saw scrolled in red, 'collect all eight teddy bears'

Soundwave was up to his tricks.

Bulkhead tried to move himself to his feet, his gears…no bones, creaked with protest. He didn't want to get up but he knew he _had _to get up to find the rest of his team. Bulkhead looked down to see a flashlight; he picked it up and turned on his flashlight. He was in a courtyard.

There were tables around the place and a crooked tree; it looked scary so Bulkhead walked away from it. He needed to find Ratchet or Optimus, someone that could help them understand what was going on! Why was he stuck in the blasted human form!

Bulkhead slowly walked towards the open doors of the barren Elementary School. "Soundwave, whatever your pulling s-stop" Bulkhead stuttered, trembling with every step he took. Bulkhead turned into a classroom, he then found Arcee sleeping soundly in a desk.

Her head was on the desk, her arms over her head as she snored softly. "Arcee!" Bulkhead shouted, running over towards Arcee. he bent over and shook her hard. Arcee moaned her blue eyes opened slowly but froze when she saw blue hair in her eyes. "The frag!" she shouted, jumping out of her seat. "Bulkhead?" she asked.

Bulkhead nodded, "Soundwave is acting as Slender. He turned us into humans somehow, then stuck us in an elementary school so we can play Slender: Elementary" Bulkhead cursed.

Arcee gave him a confused and dumbfounded look.

"What?" Bulkhead exclaimed, "I listen to Miko sometimes"

Arcee shook his head quickly, "not the point, how do we get out of here?" she asked, placing a hand on her hip.

"Collect eight teddy bears" Bulkhead said. "Easy enough" Arcee shrugged before starting to take point. "No, you don't understand. Soundwave is going to be acting as Slender, he could be in this very room as we speak" Bulkhead said, cowering behind Arcee in hopes that is Soundwave does appear that he would take Arcee while he made a mad escape.

Arcee rolled her eyes; they made their way into a hallway full of lockers and such. "See there's already one teddy bear" she gestured towards the teddy bear when they got a closer look both of the cringed at the sight, the teddy bear was hanging on some sort of hornlike thing. It punctured the poor teddy bear's chest.

Arcee reached up and grabbed it, carefully slipping off the teddy bear from the horn. She shook his blue hair out of her eyes. "Now all we have to do is find seven more" Arcee said calmly. She turned around her eyes widening in horror, "IT'S SOUNDWAVE!" she screeched, pointing over his shoulder. Bulkhead let out a shrilling screech before bolting out the door. Arcee started laughing, "Sucka"

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Ratchet opened his eyes slowly, he had no intentions of getting out of wherever he was at, even though it was quite uncomfortable position to be in. when he finally decided to get up and not lie around he found himself in a nurse's office.

Ratchet stood up from his place on a chair.

He wasn't worried about being humanized; actually that was the least of his worries. All he wanted to do was find Soundwave and snap his neck. Ratchet pushed those thoughts aside, he felt as if he needed to save that for another day, not when Soundwave was probably in a holoform.

Ratchet found a flashlight and turned it on; it shinned brightly through the dark room. He walked towards the door were it said 'collect all eight teddy bears'

Ratchet grumbled, he slowly opened the door and stepped out into the hallways filled with lockers. So he needed to find eight teddy bears to get out. If the others were up it would go a lot faster, but if Soundwave decided just to play with the medic (highly unlikely) he would have to get a move on.

Ratchet sped walked through the hallways of The Elementary School, he skidded to a halt when he came across a room. There was Optimus, he was leaning against a wall and it looked like something was through his head. "Optimus!" Ratchet exclaimed, running as quick as he could to his leader. When he got there he realized that he was just leaning against the wall a teddy bear was next to him it made it look as if a hook was through Optimus head. "I fragging hate Soundwave" Ratchet growled.

"Optimus wake up" he gave Optimus a slight nudge. The Prime just snored louder before making a whine, "But carrier I don't wanna….go to …school" he murmured in his recharge. "The frag!?" Ratchet exclaimed, grabbing Optimus' shoulders and shook him hard. This, because of Optimus stronger built and extra weight was hard.

"Wake up, Optimus!" Ratchet shouted.

Optimus Prime simply shooed the medic off before leaning back on the wall falling into recharge again.

Ratchet growled, "if only I had my wrench"

The medic turned towards the teddy bear and carefully unhooked it; he turned back towards his leader and took a deep breath before hitting Optimus in the side of the head with the teddy bear…hard.

Optimus let out a childish yelp, jerking awake. "I didn't do it, sire!" he whined.

Ratchet raised an eyebrow watching Optimus slide down the wall and curl up in a ball. "Optimus…it's…me, Ratchet" Ratchet said uncertainly. Optimus' eyes widened with shock as he uncurled himself and stood up. "Uh, um, Ratchet…" Optimus stuttered.

"Soundwave is playing Slender: Elementary. We must find the others. We also have to find eight teddy bears, I already found one" Ratchet said, ignoring the point that Optimus was…out of it?

"Then its best if we get on are way" Optimus said in his leader tone, walking past Ratchet and over towards the door.

"Optimus" Ratchet called making Optimus stop and hum asking what he wanted, "As your medic and as your friend… I beg of you to start therapy"

Optimus simply glared before walking off, Ratchet running after him.

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"That was not cool, 'Cee!" Bulkhead shouted at the laughing humanized motorcycle. "What wasn't that I scared you to death?" She asked with an innocent smile.

Bulkhead turned around to glare at Arcee. "What, I'm just having fun. Isn't this what it's all about? It's just one big game?" Arcee asked, placing her hands on his slim hips. "It's a game to Soundwave not to us" Bulkhead scolded, "can you imagine after he captures us. He can do anything he pleases; he can get the home addresses of the children. You have to start paying attention, Miko" Bulkhead didn't realize his mistake.

"Did you just call me Miko?" Arcee asked, slightly offended.

"Primus, this isn't good. Your acting like her it's making me believe you're her. I always wondered why she guys sometimes don't get along. Because you're the same freaking person!" Bulkhead shouted, he started pacing back and forth.

Arcee stopped listening to his ranting when she saw something in a far, every time she blinked to see if she was seeing things but whatever it was it was moving closer. "Bulkhead" Arcee whispered, pointing over in the hallway.

"I'm not falling for it again, Arcee!" Bulkhead snapped.

Arcee looked to the ground to see a feeler coming her way, she yelped. She pressed her body against the wall and shut her eyes tightly.

"I'm not falling for it" Bulkhead turned around to be made eye contact with an eye visor. Bulkhead let out a high pitch scream and ran the other way but something (a feeler) latched onto his ankle and pulled him backwards towards Soundwave. "No, no, no. Cee, help me!" Bulkhead screamed, reaching out to grab something. Arcee had her head in her lap, hands covering her ears. Bulkhead's screaming soon died down after Bulkhead was dragged into the dark.

Arcee opened her eyes, "Bulkhead?" she called, "Bulkhead!" she called again.

"Scrap"

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Bumblebee had been awake for while and was mindlessly roaming around the halls of this so-called Elementary School. That was until he heard Bulkhead's scream, so now he was sprinting down the halls towards the screaming.

He ran outside, fresh air filled his lungs. He ran through the other door and continued down the hall. Not bothering to look if there were any teddy bears.

When he finally reached where he heard the screaming he saw Arcee curled up in a ball, she was murmuring something but he was too far away to hear.

He ran over towards her and placed a soft gentle hand on her arm. She jerked upwards. "Bulkhead got taken" she said softly, staring in the direction that Bulkhead was pulled towards. Bumblebee helped her up, the small femme, or women, stood up straight.

"We gotta find Optimus…before anything else bad happens" Arcee said as the carefully walked down the hallway.

Bumblebee nodded an agreement; he wanted to get out of here just as bad as everyone else did. Bulkhead…well, he would have to take one for the team while they escaped.

"We've already found one teddy bear. Maybe Ratchet and Optimus has already found one" Arcee hoped.

Bumblebee just listened to her. He soon stopped paying attention and was now playing with his bright yellow hair. He never had hair before he had to play with it. He smacked it back a forth a couple times, once smacking himself making him let out an odd sound and pulling away from his hands.

"Bee" Arcee called, snapping her fingers watching the younglings walk away from her. She placed her hands on her hips and continued to watching Bumblebee move slowly. She had stopped when she noticed something intriguing but Bee just kept moving.

He wrapped a finger around the hair and yanked it hard making part of it come off, he jerked backwards at the string of hair he was now holding. Turning, he pushed it into were Arcee would've been.

He started panicking when he realized that Arcee wasn't next to him. He looked behind him before turning in a circle. He looked like a puppy chasing his tail.

"Bumblebee!" Arcee yelled, Bumblebee jerked towards her. She pointed into a room. There was a tall figure in the doorway. Bumblebee ran towards her and looked. He almost let out a screech but failed because he had no voice box. They stared at the thing but then it slowly started walking, things started coming from the sides of him.

"RUN!" Arcee screamed loudly, both of them ran in different directions. Trying their best to get away from whoever was at the doorway.

"Optimus" Ratchet rasped, "what is going to be in this room. We might as well guess we are going in circles" Ratchet was behind Optimus, his arms out to the side to gesture the room...

"We might be, but we still need to find Bulkhead, Bumblebee and Arcee" Optimus glared and continued walking.

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Soundwave skipped happily through the halls, he was a joyful little fellow.

The fact that all of them passed up at least 3 teddy bears made it even more hilarious, Autobots were clueless!

He had just tied up the one named Bulkhead and now he was going to continue his search for the rest. Hopefully, they wouldn't find all the teddy bears before he caught them all…or before the—

He was broken from his thoughts were he thought he saw something lurking behind him. He turned around to see who could've been following him. He wished he had Laserbeak with him, Laserbeak could've told him if he was actually being followed.

He shrugged and continued walking through the hallways, Soundwave was growing bored. He needed to find someone to take.

Soundwave turned into a cafeteria where he smirked when he heard screaming. Obviously someone was coming his way. He slowly snuck into the corner and hit himself in the shadows.

Arcee ran into the cafeteria, she didn't realize it until it was too late that she did, because she slammed her knee on one of the tables by accident causing her to let out a mixture of Cybertronian and human curses.

She looked around herself, not noticing Soundwave hiding in a corner.

Arcee slowly walked through the cafeteria. A teddy bear was hanging on a wall. She reached out and plucked it into her hands. "Two" she whispered quietly, she turned back towards the corner and glared her eyes at the corner.

Soundwave started having his feelers start slinking towards her; she kept staring straight at him without him noticing it. The longer she looked the faster his feelers moved. He leaned forwards before springing out at her, his other two feelers coming out from behind him. She let out a screech making Soundwave cringed.

Soundwave wrapped his feelers around her waist and gave her a tight squeeze. He lurched forwards, his hand moving to cover her mouth. Both of them fell to the ground as he pinned her down. Soundwave used on of his feelers to find the pressure point on her neck. When he did, she fell limp.

"Two" Soundwave smirked.

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Bumblebee was running for primus knows how long. All he knew was that someone was after them. After battle Decepticons all these years, getting smacked down, shot at, blown up _this _is how his lights go out.

Thinking about that alone could cause him to get into system reset. He ran straight past a teddy bear but stopped.

_Ohhhh! A TEDDY BEAR!_

Bee ran over towards the Teddy Bear and picked it up off of the hook.

_Look at the cute little teddy bear _

He thought as he tightened his grip on the teddy bear. _I'm gonna love you and hold you and never let you—'_

A crash sound made Bumblebee jump, he threw the Teddy Bear on the floor and ran as fast as he could.

_I LOVE YOU TEDDY!_

He thought as he ran as fast as he could away from the noise….and…away from his teddy.

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Soundwave had heard the crash that Bee had heard and now was going to inspect it. When he walked it he saw something he didn't expect to see. He saw an Optimus Prime leg on a human body.

_Slag, Slag, Slag, Slag! _

He cursed in his head, the energon was wearing off. They would all turn into robots and second now.

Soundwave cursed loudly, luckily no one saw him. Ratchet was trying to see what happened to Optimus.

Soundwave ran as fast as he could, accidently running on top of Arcee's head as he tried to flee the scene. He had to get out of here; if The Autobots found him while they were in robot form he was slagged. Megatron would ask 'where's my TIC' everyone else would answer 'nobody knows'

He didn't want to die at the hands of The Autobots. He wanted to live with a lovely sparkmate and five sparklings….okay, they were at war so that was a long shot but he still could dream!

He ran past Bulkhead who was slowly shaping back into his form.

He had a human body but his head. The head itself was almost as big as the human body he had.

Soundwave stopped to start laughing, wait! He could laugh later he needed to go!

He made it outside to where his alt-mode was and climbed on top of it, when he opened his cockpit he realized that Miko was nowhere to be found.

"Sounders! Why'd ya run?"

Miko came up, still wearing her hoodie.

Soundwave gave her a questioning glance.

"I've been following you. I got a pic of deformed Bulk" she started laughing hysterically but stopped when a smashing sound was heard. "What was that?"

Soundwave shook his head; he reached over and grabbed Miko. He started yanking her until she was inside his cockpit. Laserbeak was sleeping soundly inside until Miko's weight landed on top of him.

Soundwave fizzled from existence and gained control but in his alt-mode. He closed his cockpit before taking flight.

0000000000000

Optimus' head crashed through the whole school making a large hole in his. He wobbled a bit trying to get used it his old body, tearing the school apart as he did. When Arcee changed back she didn't trash the school. She was small enough to crawl through the hallways and get outside.

When Bulkhead changed he was tied up, so he brought his arms forcefully forward. Well, that didn't end up well cause he was tied to the wall. So when he brought his arms forward the wall came with it.

"That's not good" Bulkhead murmured.

Bulkhead stood up breaking through more school walls with a loud crash.

The elementary school was being torn in two.

Ratchet changed in an awkward position, he was lying down, (he was previously trying to see why Optimus' leg magically went crazy) so when he changed his feet crashing through more hallways, when his upper body changed it crashed into Optimus legs making The Prime loose balance and fall through the school. Slicing it like butter.

Bumblebee arched groaned as he stumbled out to meet Arcee. Arcee was confused because he was beeping about 'Teddy' but she decided to let the yellow mech get over his issues.

Optimus, Ratchet and Bulkhead slowly came towards them. All optics narrowed.

"I saw we kill Soundwave" Ratchet growled.

"I say we kill Miko" Arcee said.

"Miko's working with Soundwave?" Bulkhead questioned.

"pha-leeese" ratchet rolled his optics.

"We best be getting back to base and have Agent Fowler sort this out" as soon as Optimus said that the building shook before crashing down all together.

"Let's hope he can come up with a good cover story" Ratchet muttered before they all transformed and zoomed out.

None of them noticed the lurking form behind the tree

* * *

**. I will have the next story out after I deal with the worse thing that happened to Fanfiction everywhere. **

**School. **

**I start school Tuesday so I don't know when will I get the next story but I WILL not stop this series. I was thinking about stopping this series then I got so sad then I got happy! So this story will not Rust in Peace! ;P**

**Hope you all enjoyed! **

**Read, Favorite, Follow, Review! **

**~Bluejay20 **


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